0001044827-98-000001 Sample Contracts

CREDIT AGREEMENT
Credit Agreement • February 19th, 1998 • Electric Lightwave Inc • Telegraph & other message communications • New York
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RECITALS
Indemnification Agreement • February 19th, 1998 • Electric Lightwave Inc • Telegraph & other message communications • New York
December 1, 1997 Electric Lightwave Inc. 8100 N.E. Parkway Drive Suite 150 Vancouver, WA 98662 Re: Guaranty Fees Dear Sir/Madam: Reference is made to the Guaranty Agreement of Citizens Utilities Company ("Citizens") in favor of Shawmut Bank...
Guaranty Agreement • February 19th, 1998 • Electric Lightwave Inc • Telegraph & other message communications

Reference is made to the Guaranty Agreement of Citizens Utilities Company ("Citizens") in favor of Shawmut Bank Connecticut, National Association ("Shawmut"), BA Leasing & Capital Corporation ("BA") and the other Beneficiaries named therein, dated as of April 28, 1995, pursuant to which Citizens has agreed to guaranty certain obligations of Electric Lightwave, Inc. (the "Company") under the Participation Agreement between the Company, Shawmut, the Certificate Purchasers named therein, the Lenders named therein, BA an Citizens, dated as of April 28, 1995 (the "Participation Agreement"), and the related operating documents. For value received, the Company hereby agrees to pay Citizens a guarantee fee at a rate of 3.25% per annum of the amount of the lessor's investment in the leased assets.

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Tax-Sharing Agreement • February 19th, 1998 • Electric Lightwave Inc • Telegraph & other message communications • Delaware
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Registration Rights Agreement • February 19th, 1998 • Electric Lightwave Inc • Telegraph & other message communications • New York
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Customers and Service Agreement • February 19th, 1998 • Electric Lightwave Inc • Telegraph & other message communications • New York
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